6 Chapter Twelve
While I agree with supreme court that the real estate broker, as agent for the seller, is under no duty to disclose to
a potential buyer the phantasmal reputation of the premises and that, in his pursuit of a legal remedy for fraudulent
misrepresentation against the seller, plaintiff hasn’t a ghost of a chance, I am nevertheless moved by the spirit of
equity to allow the buyer to seek rescission of the contract of sale and recovery of his down payment.
It has been suggested by a leading authority that the ancient rule which holds that mere nondisclosure does not
constitute actionable misrepresentation “finds proper application in cases where the fact undisclosed is patent, or the
plaintiff has equal opportunities for obtaining in formation which he may be expected to utilize, or the defendant has
no reason to think that he is acting under any misapprehension” [Prosser, Law of Torts, §106 at 696 (4th ed., 1971)].
However, with respect to transaction in real estate, New York adheres to the doctrine of caveat emptor and imposes
no duty upon the vendor to disclose any information concerning the premises … unless there is a confidential or
fiduciary relationship between the parties … or some conduct on the part of the seller which constitutes “active
concealment….”
The doctrine of caveat emptor requires that a buyer act prudently to assess the fitness and value of his purchase
and operates to bar the purchaser who fails to exercise due care from seeking the equitable remedy of rescission…. It
should be apparent, however, that the most meticulous inspection and search would not reveal the presence of
poltergeists at the premises or unearth the property’s ghoulish reputation in the community. Therefore, there is no
sound policy reason to deny plaintiff relief for failing to discover a state of affairs which the most prudent purchaser
would not be expected to even contemplate. Where a condition which has been created by the seller materially
impairs the value of the contract and is peculiarly within the knowledge of the seller or unlikely to be discovered by
a prudent purchaser exercising due care with respect to the subject transaction, nondisclosure constitutes a basis for
rescission as a matter of equity. Any other outcome places upon the buyer not merely the obligation to exercise care
in his purchase but rather to be omniscient with respect to any fact which may affect the bargain. No practical
purpose is served by imposing such a burden upon a purchaser. To the contrary, it encourages predatory business
practice and offends the principle that equity will suffer no wrong to be without a remedy.